PLAN SUPPORT AGREEMENTPlan Support Agreement • March 5th, 2014 • Usec Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This PLAN SUPPORT AGREEMENT is made and entered into as of December 13, 2013 (the “Agreement”) by and among (i) USEC Inc., a Delaware corporation (“USEC”) and (ii) each of the holders that have executed this Agreement (each, a “Consenting Noteholder”) of USEC’s 3.0% Convertible Senior Notes due October 1, 2014 (the “Notes”).
AMENDMENT TO TAX BENEFIT PRESERVATION PLANTax Benefit Preservation Plan • March 5th, 2014 • Usec Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This AMENDMENT, dated as of March 4, 2014 (this “Amendment”), to the Tax Benefit Preservation Plan, dated as of September 29, 2011 (the “Plan”), by and between USEC Inc., a Delaware corporation (the “Company”) and Computershare Inc. (successor-in-interest to Mellon Investor Services, LLC), a New Jersey limited liability company (the “Rights Agent”).
ContractIndenture Agreement • March 5th, 2014 • Usec Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN THE NOTES OR IN ANY SECURITY DOCUMENTS, ANY LIENS AND SECURITY INTERESTS SECURING OBLIGATIONS UNDER THIS INDENTURE, THE NOTES AND THE SECURITY DOCUMENTS, AND THE EXERCISE OF ANY RIGHT OR REMEDY WITH RESPECT THERETO, AND CERTAIN OF THE RIGHTS OF THE HOLDERS ARE SUBJECT TO THE PROVISIONS OF THE INTERCREDITOR AGREEMENT IN THE FORM ATTACHED HERETO THAT MAY BE ENTERED INTO AFTER ISSUANCE OF THE NOTES. UPON EXECUTION OF THE INTERCREDITOR AGREEMENT, IN THE EVENT OF ANY CONFLICT BETWEEN THE TERMS OF, ON THE ONE HAND, THE INTERCREDITOR AGREEMENT AND, ON THE OTHER HAND, THIS INDENTURE, THE NOTES OR ANY SECURITY DOCUMENT, THE TERMS OF THE INTERCREDITOR AGREEMENT SHALL GOVERN AND CONTROL. EACH HOLDER, BY ITS ACCEPTANCE OF ANY NOTE, IRREVOCABLY AGREES TO BE BOUND BY THE PROVISIONS OF THE INTERCREDITOR AGREEMENT.
